


Peter Parker Gets Around: Season 2

by WildThingPoorBoy



Series: Peter Parker Gets Around [2]
Category: Spider-Man (Cartoon 2017)
Genre: Consensual Sex, F/M, Harems, Shameless Smut, Smut, Teen Sex, teenage sex
Language: English
Status: In-Progress
Published: 2019-08-05
Updated: 2019-08-19
Packaged: 2020-07-31 13:30:28
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 5
Words: 8,416
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20115883
Author URL: https://archiveofourown.org/users/WildThingPoorBoy/pseuds/WildThingPoorBoy
Summary: Following the canon of season two of Marvel's Spider-Man (2017) on Disney XDPeter Parker's sexual adventures continue. Peter thinks he deserves some sexy fun times after saving the city from The Jackal and defeating Norman Osborn, but the baddies just keep on coming. Luckily, so does he.  ;)By popular demand, now adding "Spidey Stories" side stories where Spider-Man lets out his web-shooter.





	1. Anya Corazon & Gwen Stacy, Camping Sex

It was just another box in Peter Parker's checklist to having a great summer vacation. Going to the beach with Miles was cool until Black Cat showed up. He gave the baseball game with Aunt May a chance until Tinkerer made him miss most of it. Then Hammerhead's brat kidnapped that singer...

So this summer vacation wasn't the best, but it was bound to get better. Camping with Gwen and Anya was certain to liven things up. Miles invited himself along, but it was no big deal. He's a friend, so no harm, no foul. A day of hiking, fishing and pointing out the scientific names of all the flora and fauna was enough to wear anybody out. At least, anybody who didn't have spider strength and spider endurance. The group set up their tents for the night. They sat around the campfire listening to Miles' not-so-scary stories.

"...it all started with a shadowy form flying through the treetops. Then-," said Miles. The girls groaned and immediately picked up their things.

"I'm going to bed before Miles gets going again," said Anya. "Goodnight, everyone."

"Goodnight, guys," followed Gwen.

"I'll clean up," Peter volunteered. "Don't want you out in the open in case any ghosts or mummies come by." Miles' eyes darted back and forth.

"I know you're kidding but good point," he said before hurrying into his tent.

It didn't take long to put out the fire and clean up. Peter zipped up his backpack when he heard snoring coming from Miles' tent. 

'Wow. Miles went to sleep quickly,' he thought. Peter shrugged and went back to his tent. Just a quick swipe of his phone and it was glowing just enough for him to see what he was doing. Peter pulled off his clothes when his tent opened up.

"Peter," Anya called. "You awake?"

"Yeah," Peter answered.

"Good." Anya entered the tent and sat next to Peter. "I thought Miles would never stop telling those lame stories. Good thing I put a little something in his drink to help him sleep."

"You drugged Miles?" Peter asked.

"No," Anya snapped. She unbuttoned her blouse. "Well, not really. It's just a regular over-the-counter sleep aid. He'll be fine. And so should Gwen."

"I knew it," Gwen said. She also made her way into Peter's tent. "You know, I'm getting really sick of you trying to leave me out of these things."

"It was supposed to be just the three of us."

"I thought this was just going to be a normal camping trip," Peter said. Gwen and Anya continued stripping their clothes until only their panties remained. Peter laid on his back and admired the two naked forms in front of him. Their skin, flawless and smooth, perfectly contrasted each other. Side by side, Peter could see the difference between Gwen's perky breasts and Anya's larger tits. 

"No way," Anya protested. "This was our chance to really let loose. No parents, no time limit. We could have been as loud as we wanted."

"We're here. Let's make the best of it," said Gwen. The girls knelt between Peter's legs. Their faces with wide smiles, not even trying to hide how eager they were to free his cock from his boxer shorts. Peter's dick stood up at attention as the girls leaned in. Coming in from both sides, Gwen started with kisses on the base of his cock while Anya's tongue licked the underside of the shaft. Peter groaned at the pleasure, noticing their asses up in the air. With the glow of his phone, he could faintly see the outline of Anya's plain blue panties and Gwen's lacy pink panties. He let his head fall onto the pillow, closing his eyes and enjoying the sounds of lips and tongues tracing his cock.

"Fuck yes," Peter purred. The girls' mouths continued to trail Peter's dick. They would take turns between licking the shaft and sucking on the head. Gwen snuck her hand onto Anya's chest, pinching and pulling on her nipple. Anya pulled away from his cock. She took it in her hand and started pumping in fast, eager strokes. Gwen turned her full attention to Anya, holding her head as they made out. Peter looked back up at the sounds of wet kisses. It was like something out of porno or his fantasies. Two gorgeous girls adoring each other, passionately kissing each other while one of their soft hands jerked him off. Peter squirmed. 

"Girls, I'm gonna-" he cried out. The excitement was too much for him. Peter's dick shot our a trail of cum that reached Anya's face. Anya flinched at the impromptu facial. Gwen quickly attended to her friend, licking the drops of cum as they dripped off her face. 

"That was awesome," Peter huffed. 

"We're not done yet, Parker," Anya said.

"We'll get each other warmed up while you get yourself wrapped up," added Gwen.

"Wrapped up. Right." Peter reached into his bag for a condom. He put it on trying to catch as much of the show as he could. Gwen and Anya made out in a loving embrace. Each one with their hand down working the other's pussy. Their pants and moans heightened, closer and closer to their climax. Gwen's eyes shut tight. She trembled at the impending orgasm.

"Oh my god," she moaned. The girls leaned on each other. Heavy breathing replaced their moans. Each enjoying the bliss of their afterglow. As much as Peter enjoyed watching that, he knew it was time to step back in. He leaned between the girls with each hand around their waists. They all took that moment to simply stop and smile. It was an odd friendship but one they wouldn't change for anything. The three of them exchanged kisses and giggles. The small sliver of time they took to appreciate their (sexy) friendship went back to arousal. After all, they were three naked teenagers huddled in a tent, kissing and caressing each other. Peter's cock stood back at attention. All it took was for Gwen and Anya to exchange a look. Without a word, they knew exactly what to do.

The girls turned away from Peter and put their palms on the ground. They were on all fours, side by side, presenting their now naked rear ends. 

"Who wants to go first?" he asked. "Or did you want to take turns?"

"We'll take turns," Gwen answered. With that, Peter took his cock and carefully entered Gwen. She gasped as him member filled her inch by inch. Both lovers let out soft groans when his hips finally made contact with her ass. Peter knew each other girls' preferences. With Gwen, he was slower, softer. He pulled out slowly and pushed back in. He picked up the pace every time he bucked his hips. It took a little while, but soon Peter was taking her from behind fast enough to have the sound flesh slapping fill the tent.

"My turn," Anya said. Peter pulled out and moved to Anya. She was different. While Gwen needed a slow start, Anya had no such caution. Peter quickly shoved his entire cock as deep into Anya's pussy as he could. He grabbed her hips and used just a little spider-strength to slam into her. Anya's hands clawing at the sleeping bag below her. She was glad that she was facing away from Peter. She didn't want him to see whatever face she was making. She bit her bottom lip as the heat from the sensations grew.

"M-my turn," Gwen called. Peter again pulled away from Anya and moved to Gwen. He started slowly but quickly picked up the pace. The lovers couldn't tell you how long they continued like this. They had lost track of time as Peter kept switching between their pussies. The cool night air of the wildness helped very little against their chaotic threeway. Sweat dripped from their bodies. The thrill of indulging in such an erotic scene, one they couldn't have in the city, only intensified their excitement. 

As much as spider-strength and spider-endurance helped, Peter had reached his limit. He pulled off the condom and hastily jerked himself to completion, trying to leave as much of his cum on the girls' asses as he could. He fell back between them, trying to catch his breath. The girls cuddled with each arm wrapped around their shoulder. Each one resting a hand on his chest.

"Holy crap," Anya huffed. "That has got to be one of the hardest times you've...Gwen, how many times did you come?"

"I...I must of...I don't know," Gwen stammered. "A lot?"

"We have got to try doing that on a bed next time," said Anya.

"Agreed," laughed Gwen. "How about you, Peter? Did you have a good time?"

"I love...the both of you...so much right now," Peter said between breaths.

"What about Miles?" Gwen asked. "Should we get back into our tents?"

"It'll be fine. He'll be out for a while, but I'll set up my alarm just in case." Anya pulled the sleeping bag over their nude bodies. "Besides, I never get to cuddle."

Peter held both girls tightly. "Best summer vacation ever."


	2. Spidey Story: Carolyn Trainer

**Summary for the Chapter:**

> Spider-Man has just defeated a returning Doc Ock, but his ex-partner is left with nothing to do. Spidey shows Lady Ock that there are better things in life than being a super-villain.

Another super villain defeat. This one really put him through the ringer. Doc Ock had come back with another complicated master plan, but it all blew up in the end. He had manipulated Carolyn Trainer to build her own tentacle harness and fight Spider-Man. It backfired big time.

"Don't waste you second chance like Ock did," Spidey told her. She pull off her harness and let it fall to the ground. They could hear the police coming in closer.

"Get me out of here," she said. "Please."

Spidey nodded and swung her away. He let her down gently next to one of Horizon's storage buildings. Carolyn remained sullen. Spider-Man fidgeted in the awkward silence.

"If you put your smarts to good use I know you'll find something better," he said. "Okay. Well. I'm gonna go now."

"Wait," she said. She approached him with fluttering eyes. "I just wanted to thank you for helping me. I used to think Octavious was the perfect guy. But now I know better. He's nothing compared to a real man like you. I know we've only known each other for a short time and I tried to destroy you and all that. But I really felt something special when we fought Doc Ock together.

"Yeah," Spidey said, "It's called adrenaline."

"So please, just give me a kiss goodbye," she asked.

"What, through the mask?" Spider-Man shrugged.

"Okay, let me try this again," Carolyn sighed. "Otto used me because I was lonely and so ready to give myself to another man. But now I've been rescued by a spectacular hero. Please fill my lonely heart with your strong throbbing..."

Spider-Man didn't respond.

"Okay look," Carolyn scoffed. "I really thought I'd get laid sometime during this whole thing, but I haven't and I'm still kinda in the mood especially after the climactic battle and almost dying so if you could help a girl out."

"Now?" Spider-Man asked.

"Yes. Now," Carolyn answered. "I'm horny now. So come on. Just one for the road? Would you really say no to this?"

Carolyn struck a pose. Spider-Man stood there thinking. Could he really be considering accepting this crazy offer? He already has regular threesomes with Gwen and Anya, and Liz is just a call away. Not to mention that she did try to be a super-villain. He should really getting back to making sure that his friends are okay, and he did just leave an unconscious super-villain unguarded. A good superhero would secure the area and-

"What's this?" Carolyn pointed to the building.

"Oh that's storage for Horizon," Spidey answered.

"What does it store?"

"This one? Gym equipment. Mostly unused," he explained. "You know, because, nerd school."

"That's perfect," Carolyn cheered. She fiddled with the electronic lock and the door opened. "All we need is a mat for our tryst."

"Hey, wait," Spider-Man called. It was too late. Carolyn had ran in and disappeared into the room. He could still heal her giggling and moving things around in there. Before Spider-Man could say anything else, he caught something that was thrown out of the room. It was a pair of purple bra and panties.

'I tried, guys,' he thought.

Carolyn might not be like Gwen or Anya, but she did have her perks. Some of the exercise mats inside were rearranged to be more accommodating. Carolyn was wrapped in Spider-Man's arms. One hand on her exposed breasts while the other pushed way her pants and underwear. His fingers carefully traced her pussy before entering. The attention to her movements made her squeal in delight.

"I can't believe I'm being felt up and fingered by a superhero," she giggled. "What else are you gonna do to me? Or how about a kiss?"

Carolyn pressed her lips just to be reminded of the obvious.

"Your dumb mask is in the way." She reached for it but was stopped by Spider-Man.

"That's a big no-no. We don't like that," he said.

"Oh just relax. I won't tell anyone."

"I said no." Spider-Man webbed Carolyn's hands over her head to the wall behind her.

"Hey, what gives?" she snapped. "How am I supposed to make love to you if I can't touch you? This is not fair. I'm helpless, and exposed, and bottomless, and I'm totally at your mercy. Like you could just ravage me and I could do anything about it but let you take me with your super-strength and...and this is kinda hot."

"Yeah, it kind is." Spider-Man looked her over. The red-headed woman had left her jacket and shirt on. Her shirt was pulled up, exposing her breasts. Without any other underwear or pants, he could see the rest of her. A slim body with a neatly trimmed pussy. Carolyn spread her legs, inviting him.

"Oh help," she playfully cried. "Help me. I'm at the mercy of the spectacular Spider-Man. What ever are you going to do with me?"

"Time to punish a super-villain," he joked. Spider-Man grabbed Carolyn by the hips and plunged his cock into her. He started at a quick pace, thrusting into her hard enough to get a grunt from her every time. Spidey didn't have a condom on him. Instead, he continued to fuck her raw. The bare feeling over her hot pussy enveloping his cock caused him to gasp at the sensation. 

Carolyn was not any better. She was losing herself more and more as Spider-Man pumped away at her. There was nothing she can do to control him with her hands webbed up. Every thrust from his cock caused her entire body to bounce. Shockwaves of pleasure rocked her body. Soon she was squirming beneath him. This was everything she wanted. She wanted to be manhandled, to be taken. She wanted someone to fuck her. To fuck her like they wanted her. Her heart wasn't the only thing that was going to hurt after this. It took several minutes for her to find her voice again. 

"Yes!" she screamed. "Fuck me! Fuck me! Fuck me! I'm-I'm still cumming."

Spider-Man started panting. He had never kept the mask on before. It made it harder to breath. While using his enhanced stamina to fuck longer with a condom was something he was used to, bareback was a different experience. She kept tightening up so much that he couldn't last his usual time. Spider-Man pulled out with a long moan as he came all over Carolyn. His cum plastered her tits, and she whimpered every time some hit her face. Spider-Man used his last bit of strength to tear the webbing from her hands away. They both fell on their backs, breathing heavily. The heat and smell of Spidey's cum was starting to fill her minds. It was intoxicating to her.

"That...was...the single...most...intense...experience...of...my life," she panted.

"So does this mean you'll try to start a better life with your second chance?" he asked putting his bottoms back on.

"If it means getting fucked like this, I think I might wanna become a superhero," she beamed.

Weirder things have happened.

**Notes for the Chapter:**

> I was really nervous about writing this chapter because I had only seen the episode once and wasn't sure where was going to put it. I think it still turned out okay. Next time, Kamala Khan!


	3. Kamala Khan, Undercover Sex

**Summary for the Chapter:**

> Peter runs into Ms Marvel during his investigation of a mysterious student with superpowers. They try to blend in as students in order to avoid A.I.M.'s detection. They end up getting sidetracked when they end up in a couple's only area.

Peter and Kamala walked side by side in the courtyard of Bilderberg Academy. Who would have known that this prestigious boarding school was actually a front for Advanced Idea Mechanics, a bunch of super evil scientists who all wore yellow for some reason? Must of picked that color off the super-villain raffle or something. But even more surprising was that Spider-Man was working with an Avenger, Miss Marvel specifically. He had seen the new Avenger a couple of times on the web, but meeting her in person was a different experience. She was his age with light brown skin and long brown hair. But with that boarding school uniform on she looked more like a schoolgirl anime character. Her skirt helped shape out her hips and thighs, and the way it shaped out with every step she took, he could tell she was a very active Avenger. It helped that they got along well. Kamala had just finished venting how being an Avenger isn't all rainbows and sunshine. Always following orders, being compared to Captain America and Thor, being mocked online. All that stuff. Peter could relate, somewhat.

"For what it's worth, I'm excited to be working with you," he said. "Because you're a good superhero. That's the only reason."

She smiled at his compliment. Miss Marvel's tracking device beeped a few times.

"No good," she said. "It's going to be a few minutes. We gotta keep out of sight until then."

"Check over there," was heard from a distance. Peter and Kamala could vaguely see a figure across the courtyard. Peter looked around and grabbed Kamala's arm.

"In the trees," he said. He pulled her into a wooded area in the corner of the campus.

"No," Kamala whispered, "That's where the students..." Kamala's thought was interrupted after Peter hid them in the shadows. He peeked around the tree trunk to make sure the coast was clear. Luckily the tree was wide enough to hide him. In fact most of this was a bit odd to him. Peter knew this school was fancy, but what kind of school had their own mini-forest in the back, in New York City? Damn rich people.

His train of thought was broken by the sound of rustling leaves. They were not alone in these woods. No spider sense, so they weren't in any danger. Peter's eyes adjusted to the darkness after a bit. There were no lights back there, so he could still barely tell what he was seeing. It wasn't long before he could make out what he was seeing: it was a couple, making out, without pants or bottoms. That wasn't the only couple. Peter scanned the area, and sure enough, there were more. There were several couples hiding in the shadows of the trees having sex.

"What is this place?" Peter asked. 

"That's what I was trying to tell you," Kamala hissed. "The school uses this area for botany and dendrology. But the students use this place to sneak out at night and fuck!"

Peter looked under his foot to find an empty condom wrapper. Made sense to him, sort of. A co-ed boarding school full of horny teenagers where nobody is allowed in and out which means no parents or surprise visits. Since A.I.M. is running it, he figured they didn't care what the students did on their free time as long as they didn't leave or interfere with their plans. So you end up with a grove full of stifled moans and heavy breathing from hormone crazed teenagers exploring each others bodies. Peter couldn't look away. Every couple was hidden in their own shadow. Their silhouette giving away whichever position they were in. Several of them were doing it standing up using the trees as support or leverage. A few laid on the soft grass. 

"What do you think you're doing?" Miss Marvel snapped. Peter blinked. His hand was around Miss Marvel's breast. 

"The same thing as you, I guess," he said. Her hand softly gripped the bulge in this pants. They both pulled away with a gasp.

"We're on a mission," she reminded.

"Right, of course," Peter stammered. "We shouldn't. I mean we don't have time. I mean we have a little bit of time. But we still shouldn't. Not because I don't want to because I would totally love that. I mean not love. We just met. I mean I do like you. But we are on a mission. A dangerous mission where we could get hurt or even die so this would be our last memory. I mean a good last memory would be nice. Not that being with you hasn't been nice already. But...wow I wish I could stop talking."

Kamala looked at him in disbelief. 

"_You_ want to do it with _me_?" she asked. She hoped it was dark enough so he couldn't see how hard she was blushing. "I mean, of course you do. I'm an Avenger and even in my secret identity, I've got boys all over me. It's no surprise."

Their awkward conversation took another pause as they continued to watch the other couples. While their eyes focused on the scenes before them, their hands acted on their own. Kamala grabbed Peter's hands and placed them over her breast and groin. Peter continued, groping and caressing her. Their bodies started to rock against each other. Peter held her tighter. His finger slipping past her panties and into her pussy. Their trance was broken by Kamala's moan.

"Do you wanna...?" Peter asked. Kamala nodded. Peter unbuckled his pants and pulled them down just enough to free his now erect cock. Kamala hiked up her skirt and took off her panties, burying them in her pocket. Kamala bent over with her hands on a nearby tree. She was glad she was facing away from Peter. The embarrassment from having her bare ass out in the air was enough to make her want to disappear. At least she was in the shadows. 

Peter went on his knees and leaned forward. He gently spread her pussy open. He made sure to lap his entire tongue down her pussy, prompting another gasp from her. Peter made her squirm a bit longer until he felt she was ready. He got back up and with one hand on her hip guided himself into her. His dick pushed into her wet folds. Peter slammed into her once he felt he was in. His hips hitting her ass with enough force to push her forward.

Kamala braced herself. She bit her lower lip to prevent any sounds from escaping. Her mind fought away any instinct to use her powers. This new sensation was uncomfortable at first. She did not expect Peter's dick to feel so big. She had masturbated before but with her fingers, pens, and a suspiciously shaped shower head, but it was nothing like this. The quick rhythm Peter had set was starting to build something inside of her. The unfamiliar feeling began to give way to pleasure. Something in her body or perhaps her mind didn't want him to stop. Her toes curled inside her shoe. She gripped the tree harder. Peter's small gasps were starting to become grunts and groans. Kamala saw her chance.

"S-stop," she muttered. Peter froze.

"What's wrong?" he asked.

"N-nothing. I just wanna try something different." Kamala pointed to the ground and Peter took his cue. He laid down flat on his back. Kamala stood over him. She carefully lowered herself down. After a little awkwardness, Kamala had Peter inside her again. She breathed out a long sigh and closed her eyes. Her hips started grind after a moment. Her hands pressed down on Peter's chest for balance. This was different from the previous pounding she endured. This was softer, slower and more sensual. Raw heat kept growing between them. Peter's pubic hair bristled against Kamala's clit at random. The grinding gradually increased in speed. It was Peter's turn to close his eyes, desperate to last as long as he could. He still didn't have much experience with raw sex. No condom meant more heat, more intensity. Kamala's slick pussy completely wrapped around his cock. He could feel the tightening. She could feel the throbbing. 

Their faces shut tight trying not draw attention as their mutual orgasms hit. Kamala trembled and shuddered on top of a squirming Peter. Both remained in their places, shivering from the pleasure. They stood up a minute later. Their legs wobbled while they put their clothes back on. They leaned on each other for support. Kamala's arm around his waist, hand in the back pocket. Peter's arm under hers, cupping her breast.

"Spider-Man, that was..." she huffed.

"Peter," he corrected. "My name's Peter. My real name."

"Peter," she swooned. "That was amazing. T-the GPS just got a signal, so we should probably get back to work."

"Yeah," he agreed. "At least we have one great memory to take with us."

***

The next day, Peter sat on his bed. After a totally crazy adventure taking down A.I.M. and rescuing the Avengers, he thought he'd get something to improve his reputation. Instead, the Daily Bugle barely mentioned him and you could barely see him in the corner of Miss Marvel's selfie. It sucked but it wasn't a totally loss. He had sex with an Avenger. 

"Too bad I never got to see her tits," he mused to himself. And just like magic, his phone beeped with a notification. It was a text message from Miss Marvel herself with an attachment. 

It read, 'I promise you'll get to be on top next time.' Peter opened the attachment to see a selfie of a very topless Kamala Khan giving him a wink.

"You sir are sex friends with an Avenger," he said to himself. "Wait, how did she get my number?"

**Notes for the Chapter:**

> I was really excited to do this chapter since this is probably my favorite episode of the series. I even kinda ship Kamala and Peter, but I don't think we're going to see her after this. Would love to though. Next time, Gwen & Anya again


	4. Anya Corazon & Gwen Stacy, Afterparty Sex

**Summary for the Chapter:**

> After Venom trashed Peter's disaster of a party, it looks like he has another chance to live it up. But this time he only invites two people for a private party.

Peter sighed. It always seems like when life opens a door, it slams it back into your face. Miles took it upon himself to throw a party while May was out. It wasn't very good, to say the least. Peter liked Max Modell just fine, but nobody wants their teacher to show up at their house party. There was also this whole thing with Venom kidnapping people, swearing revenge and getting him fired from The Bugle. That was bad too. Peter never had the reputation of being the cool one at Midtown. Seemed like that wasn't going to change in Horizon. 

"Anna Watson?" Peter asked. "Why does that name sound familiar?"

"Her niece is Mary Jane Watson," May answered. "The girl you used to go to school with before Horizon."

"Oh," Peter peeped.

"I'm sure it's nothing serious," May said, packing a small suitcase. "She does get carried away about these sorts of things. It shouldn't be more than a day or so. You could invite some friends over if you'd like, so you're not lonely."

"It's fine, May," he said. "Besides the party ended up being kind of a bust anyway. I'll let you know if anything changes."

May kissed Peter on his forehead and said her goodbyes. Peter changed into Spider-Man but returned home after a very uneventful patrol. He got a text from Gwen asking what he was doing. He replied saying he was just home alone which prompted another text from Gwen saying they'll be there soon.

"They?"

There was a knock on the door half an hour later. Peter opened and let in Gwen and Anya, who was carrying her backpack.

"Hey Pete," said Gwen.

"Hey, what's going on?" asked Peter.

"Gwen told me you were home alone again, so I figured we could try to have a little private party." Anya pointed to her backpack. "Especially what happened last time. That was a disaster in more ways than one."

"At least it's just us this time," Gwen said. "Come on, where's your room?"

Peter led the girls up to his room. It was strange at first. The last time Peter was alone in his room with a girl, he rage-fucked a supervillain. Now it was actually pretty nice. Gwen and Anya sat on his bed while Peter sat on his chair. Music was playing on somebodies' phone. Anya handled the refreshments. Her backpack had a few bags of chips, a three-liter bottle of cola and some cups. Peter had finished his second cup when he noticed something.

"What's the matter, Peter?" Gwen asked.

"Is something up with the soda?" he asked. "Tastes a little flat."

Gwen slapped Anya's shoulder.

"Toldya he'd notice," she giggled.

"What's going on?"

"Well since your party was so lame last time, I thought we'd do something a little crazy since it was just going to be the three of us." Anya lightly shook her cup. "I put a little bit of liquor in the cola."

"What?" Peter yelled.

"Relax," said Gwen. "She's not kidding when she said she put a little bit. It was barely anything. Like half an ounce, tops. For the entire three liters. And I'm being generous."

"I didn't want my parents to notice," Anya snapped. "Besides I just wanted us to relax and take a little bit of the edge off. Not kill our brain cells. I'm still using them. Gwen and I have a great idea for our next project. We're going to start working on it tomorrow."

"But tonight, we have some private fun." Gwen raised her cup. "When are we ever going to get another chance like this? No parents, no teachers, no supervillains. We can be as loud as we want. But it's only for tonight. Tomorrow, we get back to work."

"So I guess you'll be thinking of us while you tug it?" Anya winked.

"Oh whatever," Peter scoffed. "You'll be pulling down my pants at the first problem."

"Now there's an idea." The three laughed. With the chips and cola finished, it was time to move on to part two of the private party.

"Where's the shower?" Gwen asked.

"It's the next door on your right," Peter answered. 

"Thanks. It'll only be a minute." Peter and Anya watched Gwen walk out of the room. Anya wiggled her eyebrows.

"Wanna get ready for her?" she asked.

"Oh yeah!" Maybe it was the little bit of alcohol in their system, but the teens could not contain their giggling taking off their clothes. Everything went onto a pile in the corner. Peter and Anya stood and stretched. Something about being naked in the same room was freeing. Nobody was going to catch them. They could explore each others' bodies without worry. The teens examined each other in the full light. This wasn't like sneaking a quickie at school or releasing stress after a supervillain attack. They could see everything. Anya's smooth brown skin highlighted her sexy figure. Long legs, round ass, and perfectly sized breasts that fit well with the rest of her.

"Wow," Anya said, biting her lower lip. "I didn't know you worked out, Parker."

Peter was by no means big. He didn't have Flash Thompson's muscle mass. Instead, his lean body was toned. Almost every muscle was outlined down to his six-pack abs. 

"Y-yeah, it was advice from Tony Stark when we met at the Expo." He couldn't tell her the real reason. That he was a superhero who was given super strength from a radioactive spider and he flips around beating up bad guys every day.

Peter and Anya wrapped each other in a light embrace. Peter's cock pressed up against Anya's flat stomach. Anya played with Peter's hair, and he laughed.

"What?"

"Nothing. I'm just really lucky and grateful right now. It doesn't happen very often."

"Don't get sappy on me now, Parker." She grabbed his cock and pumped it a few times. "This is supposed to be our _naughty_ fun time."

Gwen reentered the room and set her clothes down on the same pile.

"Wow. I'm surprised you aren't riding him already," she said. 

"Did you know he looked like this?" Anya gestured to Peter. Gwen smiled as she gave him a once over. The feeling was mutual. Gwen's boobs weren't as big as Anya's, but they were perky and very inviting. Everything about her was smooth, down to her shaven pussy.

"It's nice. You work out, Peter?" Gwen asked. Peter and Anya pulled Gwen into their embrace. Now all three teens had their arms around each other. Only a few inches separated their naked bodies. 

"I just make sure to get in a lot of physical activity," he chuckled.

"Oh we'll give you some physical activity," said Anya. "Come here."

The kisses followed. Each teen struggling to give both of their partners' equal attention. Hands moved around trying to feel everything. Peter groping the girls' asses. Gwen and Anya each feeling up Peter's stiff cock. The room began to heat up. 

The action moved over to the bed. Peter laid on his back. His legs spread and his cock at attention. The girls eagerly joined him. With all three of them naked it was easy to get down to business. Anya grabbed Peter by the base of his cock. His view obscured by Gwen who cupped his face to continue their make-out session. Their kiss was broken by a large groan from Peter. He looked down to see Anya taking more of his cock in her mouth. 

Anya pulled away and let her saliva fall onto his dick. Gwen leaned in from the opposite side and dragged her tongue along his shaft. Anya followed suit. Both girls licking Peter's dick like it was their favorite treat. 

"I think he's ready," said Gwen. From seemingly nowhere, Gwen pulled out a condom. Anya watched with excitement as Gwen put it on. Peter sighed happily. It was like something from his middle school fantasies. Having two of the most gorgeous girls he knows kneeling before his cock used to be a dream he would jerk off to. Now he was so glad to remind himself that this was actually the third threesome he's had. 

"I'm going first," Gwen said. "You want his face?" 

"Not yet." Anya moved behind Gwen. She held Peter's cock up as Gwen lifted herself over him. Gwen slowly sank on his cock, gasping as every inch filled her pussy. Gwen closed her eyes, letting the sensation course through her entire body with a shiver. Her hands pressed on his stomach for balance. She started slowly rocking her hips back and forth, giggling as Peter's pubic hair tickled her groin. Peter's hands fell on Gwen's thighs. He just stared up at her, enjoying the view of Gwen's breast heaving. 

"Hurry up," Anya leaned in behind Gwen. One hand went to pinch her nipple. The other hand went down to Gwen's clit. "You have a line back here."

The pace quickened with Anya's involvement. Her pleasure building faster. Gwen's panting became loud moans. She couldn't even keep her mouth closed. The small part of her that could still think was glad it was just them. She didn't want anyone else seeing her in such an embarrassing state with her tongue and saliva flailing about.

"Fuck!" she screamed. "You know the way he is. It's just so big."

A mischevious smirk spread across Anya's face. She kept one hand kneading Gwen's boob and the other one disappeared from sight. Gwen yelped and almost jumped off of Peter's cock.

"What?" he asked. "What happened?"

"Anya just stuck her finger in my ass!" she yelled angrily. 

"Wanna make it two?" Anya asked.

Gwen let out another scream. She bounced wildly on Peter's cock, screaming, and groaning. Her hair whipping around everywhere. Peter gritted his teeth. He could Gwen tightening up around him. She clamped down around him. Her orgasm rocking her entire body, making her tremble. Gwen was powerless to stop her body from surrendering to everything she was feeling. 

Gwen fell off of Peter. She laid beside him panting. 

"You okay?" he asked.

"Awesome," she swooned. Gwen's fluttering eyes made it look like she was in a dream-like state.

"My turn," Anya chirped. Anya's smile disappeared when she saw Peter's cum-filled condom. "The hell?"

"I couldn't help it," Peter whined.

"Dammit, Parker." Anya pulled off the condom and threw it aside. Without skipping a beat, Anya took Peter's entire cock in her mouth. Her head bobbing rapidly. Peter squirmed from Anya's tongue swirling around the head of his cock. It wasn't even a minute before he was hard again.

"That's what I'm talking about," she said, wiping the cum from her mouth. She applied the condom on Peter's dick and motioned him to move. Peter got up from the bed, careful not to move Gwen who was still trying to catch her breath. Anya went down on her hands and knees with her ass facing Peter.

"Give it to me good," she said, licking her lips. Peter closed the distance and knelt behind her. He didn't even try to hide his wide, goofy grin. Something about how enthusiastic Anya was made him feel pretty awesome. He rubbed himself against her a few times before pushing in. 

"Don't hold back," she moaned. Peter was more than happy to oblige. Peter grabbed her by the hips and pulled her into each thrust. It just took a little bit of spider-strength to get her moaning like crazy every time Peter's hips slammed into her round ass. No one could hear the music still playing on the phone anymore. It was drowned out by the combined sounds of flesh slapping, the bed creaking, and teens moaning and groaning. 

"Yes!" Anya growled. "Fuck me. Fuck me. Fuck me!"

"Holy shit," Peter stammered. "You were never this loud before."

"We were never alone before," Anya managed to say. "Now we have to place to ourselves. Nothing's holding me back now. Fuck me like a bitch in heat."

Peter kept pounding away at her. Sweat began to fall from his forehead and onto Anya's back. Anya's moaning was infectious. Grunts and groans escaped Peter's mouth as his mind started to slip away to instinct. Even Gwen couldn't hold back, masturbating to the sight of her best friend fucking like an animal beside her.

"Fuck," Anya screamed. "Gwen, he feels so good. I'm fucking. I'm being fucked by a hard cock."

Anya made no sense. She was usually so determined and disciplined. Completely different from the girl giving in to the most primal of pleasures. Her companions were not faring any better. Gwen had her fingers in her pussy and one hand massaging her breast. Gwen kept staring like a child watching a dirty movie for the first time. Peter kept thrusting his hips desperate to reach his own climax. He had lost his own mind a while ago. No longer was he trying to be careful to make sure he didn't hurt Anya. He embraced his wild indulgences. His lust had gotten the better of him. His dick had taken complete control of his brain.

"So deep. My pussy, my pussy," Anya muttered. Gwen reached out to her. 

"Kiss me." Gwen pulled Anya in. They kissed each other in a shameless embrace. Anya moaned in Gwen's mouth for her entire orgasm. She clamped down as Peter slammed into her one last time. Gwen licked the sweat off Anya's face while she trembled. Her hips bucking on Peter's dick until she ran out of strength and slumped down beside Gwen.

"Fuck," Anya whined. "I changed my mind."

"From what to what?" Gwen asked.

"We're never going to stop doing this. I don't want to stop. I love you two so much."

"Sounds good to me," Peter beamed. He flipped Anya onto her back beside Gwen. Without warning, he spread Gwen's legs and shoved his cock into her. Propping himself on his hands, he fucked Gwen in the missionary position.

"Peter, what the hell?" Gwen yelled. Her head fell back over the pillow. She could see Peter's shadow looming over her. His sweat falling and breath panting as he started fucking her again.

"Peter, how are you...?" Gwen's voice trailed off. She looked over to Anya for an answer.

"You better do me again after you're done with her," Anya warned. 

***

Peter woke to the sound of his phone vibrating. He looked around to get his bearings. All three teens were on his bed naked covered by a thin sheet. Gwen and Anya lay asleep under each arm, one hand resting on his chest. Their hair wildly messy. He could see trash all over the floor and clothes piled up in the corner. His legs and groin were sore, but the headache was new.

Peter grabbed his phone, careful not to wake the girls.

"Hello?" he whispered.

"Good morning, sleepyhead." It was May. "Did I wake you?"

"Yeah, sorry May. I think I stayed up a little too late last night."

"Well, try not to spend all day in bed. I just called to let you know that I might not be home until some time this evening. I'll pick up dinner on the way home. Does Chinese sound good?"

"Great," he said. "Let me know when you're on your way. Love you, Aunt May." Peter hung up with a relieved sigh. 

"Five more minutes," Gwen mumbled.

"It's fine. We have all day," Peter said.

"Five more minutes then we all jump into the shower together," Anya muttered, snuggling in closer.

"Sound good," Peter said. "Sounds good."

**Notes for the Chapter:**

> It was a bit harder to do since this wasn't exactly based on a scene. I just thought the Dead Man's Party episode was a missed opportunity.  
Okay, I did something a little risky with this chapter but I don't think anyone likes the show that much to yell at me at the comments. But just in case...  
1\. Remember you're reading smutty fanfic so liberties are taken  
2\. Anya is more gutsy and adventurous. She is the one who did want to keep her spider powers.  
3\. I don't know. I just wanted to add a little something.  
4\. I barely get any comments anyway so it doesn't really matter.  
Next time, another Spidey Story with Panda-Mania.


	5. Spidey Story: Panda-Mania

**Summary for the Chapter:**

> Spider-Man has Hippo and Panda-Mania on the run. He'll let them go on one condition...

"Move it, you losers!" Panda-Mania and Hippo ran down the street and into the subway station. Not the weirdest thing but definitely on the top five. A girl in a panda suit and a giant walking, talking hippopotamus were at the wax museum until Spider-Man showed up. They ran for a while before getting lost in the subway tunnels. Again.

"Where are we?" Hippo timidly asked. 

"We're lost, you idiot." Panda-Mania stamped her foot. "We just had to go to the wax museum. We should have just taken off, but no, we had to do the stupid thing that you wanted to do."

"How was I supposed to know that Spider-Man would be there too?"

"Spider-Man's been on our case all day. Let's just leave town and go back to Toledo where things make sense," hissed Panda-Mania.

"Make sense?" Spider-Man hopped out of the shadows. "You're a panda and a hippo. What part of that makes sense?"

"Spider-Man!" they shouted.

"Say my name three times and I magically appear."

"Hey now, we don't want any more trouble, mister Spider-Man sir. We're actually trying to leave," Hippo cried with his hands in the air.

"Wuss," Panda-Mania spat. "What's it gonna take for you to leave us alone? We said we're done here."

"Not a chance," Spider-Man said. "You guys are criminals. Besides, we're so deep into the subway system I doubt you could get out of here without my help."

Panda-Mania and Hippo looked around. Spider-Man was right. They had no idea where they were. They lost track running away from Spider-Man. It didn't help that it was already late into the evening and nobody's phone was charged.

"Looks like I'll have to use the last resort," Panda-Mania whispered. "I don't like doing it, but it works every time."

"Yeah, the last resort." Hippo sheepishly asked, "What's the last resort?"

"Yo, Spider-Man, I'll make you a deal," Panda-Mania yelled. "Let us go and I'll let you pop one off me."

"What?" Hippo and Spider-Man asked.

"You heard me," she continued. "We have a little quickie, maybe suck you off a bit, and we go free. What do you say?"

"No," whined Hippo. "You can't just...to him...I mean, we've...we're...you know..."

"What?" Panda-Mania snapped. "No, we're not. Ew. Not even close. Like I'd ever let you touch me. Gross. Don't listen to him. What's it gonna be Spider-Man? I let you fuck me and we're outta New York forever."

Well, this wasn't the first time Spidey fucked a super-villain. This isn't even the first time a super-villain asked him for sex. They are criminals. They're bank robbers. But even to Spidey, these guys were very D-list. He was willing to bet that S.H.I.E.L.D. doesn't even have a file on them. It helps that they didn't actually hurt anyone. There's no way they'd come back knowing Spider-Man was around. 

"See?" Panda-Mania broke Spider-Man's train of thought. "You know you want to."

"I'm mulling it over," and it's not because he hasn't seen Gwen and Anya since Horizon announced the date of the open house. Or that he hadn't had the time to call Liz because he was too busy working on his own project. It totally wasn't because going from sex friends back to masturbating was totally a let down.

Except it totally was.

"You can't tell anyone about this," Spider-Man warned. "This stays here."

"Right," Panda-Mania scoffed, "Like I really want to shout it from the rooftops that I traded my freedom for sex with Spider-Man."

"You still don't have to," Hippo said. "We could still just beat him up."

"Quit complaining," Panda-Mania hissed. "We've come all the way to New York, and we didn't even get paid. I'm at least gonna get laid."

At least we know her true intentions.

"Can I at least watch?" Hippo asked.

"No! Stand guard. And no peeking. I can't enjoy myself with you watching."

"No fair," Hippo whined. Hippo reluctantly turned around while Spider-Man made his way toward Panda-Mania.

"If you try anything, I'll know before you do it," Spider-Man warned.

"Yeah, whatever. Now pull your pants down." Panda-Mania went down on her knees and pulled down Spider-Man's bottoms just enough to free his dick. She hummed with approval as she took it in her hand. "Damn. I'm about to be fucked by a superhero."

She wasted no more time and took Spider-Man's cock in her mouth. She moaned as she bobbed her head back and forth. The vibrations adding a new level to her blowjob.

'I'm going to have to ask Gwen or Anya to try that,' Spider-Man thought.

Panda-Mania picked up the pace. Saliva drooled down from her mouth. The increased suction brought Spider-Man closer. Spider-Man patted her head.

"Whoa, easy," he said. "I don't wanna blow my load before the main event."

"Ya got that right," she replied. Panda-Mania pulled down her bottoms to spread her pussy lips. "You're never gonna see a pussy as good as this."

"I bet you say that to all the guys." Spider-Man rubbed his cock on the entrance of her pussy.

"Just the heroes."

Spider-Man lifted her up and set her down on his dick. It was awkward at first. They both still had their bottoms on. Panda-Mania spread her legs as wide as her tights would let her, hanging onto Spider-Man's shoulders for support. Spider-Man held her by her ass. He would thrust forward, lifting her up and slamming her down on his cock. All it took was a little bit of spider-strength for her to be bouncing up and down his cock. Soon they had found a rhythm. 

"This was a good deal," she groaned. "Fuck me until I start walking funny."

"Do you have to say it like that?" Hippo whined.

"Shut up! I'm trying to enjoy this," Panda-Mania yelled.

"Okay, gosh. Sorry." Hippo hung his head low. He couldn't see anything, but he could definitely hear the echos of Panda-Mania swearing and cursing in vulgar delight.

"That's right, hero," she growled. "Fuck me. Fuck me good. No cock could resist my pussy. You want me. I could tell you wanted to fuck me. Fuck! I'm being impaled by spider cock. Fuck me. I'm gonna cum. I'm gonna cum from a hero's dick."

Panda-Mania wrapped her arms around Spidey's head. Her hips bucked to match his thrusts until she pulled him in tight. She squeezed down as her orgasm sent shivers down her entire body.

"Oh fuck me. Fuck me, that was good."

"We're not done," Spider-Man said. "I haven't finished yet."

"Really? I'm kinda insulted. Guess you got more in ya," she said.

"Well, you guys are done. Time to go home," Hippo clapped. Spider-Man shot a line of web right next to his face before he could turn around completely.

"No!" Spider-Man and Panda-Mania yelled.

"I've never leave a guy unsatisfied." Panda-Mania went back on her feet. "Now my pride's on the line."

Panda-Mania turned around and put her hands on the wall. She bent over, sticking her bare ass out at Spider-Man.

"Let's finish this, Spider-Man."

"That has got to be the only time I've ever been happy to hear those words," he said. Spider-Man entered her completely with one thrust. He pounded away at her right from the start. This was his time. He wanted to finish strong. Not that Panda-Mania still wasn't enjoying herself.

"Aw yeah, baby," she muttered. "Fuck the shit outta me, hero. You're gonna spend the next week thinking about me while you fuck yourself. Oh, you're gonna miss this pussy."

Spider-Man ignored her. He focused on reaching his own climax. One hand grabbed her by the hip while the other reached for her breast. Even from outside her suit, he could feel her soft mound. He groaned as she tightened around him.

"I can feel you throbbing, baby. Come on, hero. Come for me. Come in my pussy!" 

Spidey couldn't hold make anymore. His cock erupted insider her. His hot cum flooding her pussy until it dripped out of her. His hips slapped her ass with one last thrust.

It took them a minute to compose themselves. Panda-Mania didn't let Hippo turn around until after she pulled up her tights with Spider-Man's cum still dripping out of her.

"Well, that was my end of the deal," she said. "How do we get out of here?"

"Just go straight," said Spider-Man.

"Hey!" Hippo yelled.

"No, I'm serious. Look, just follow me." Spider-Man swung ahead with the villains in tow. They fell behind as Panda-Mania limped along.

"Are you okay?" Hippo asked. "Do you want me to carry you?"

"A superhero just humped the fuck outta me," she said, "Yes, I want you to carry me."

**Notes for the Chapter:**

> This chapter was so easy to write. The scenario just came to my head like nothing.
> 
> This is the end for now. I won't be updating this story until the rest of season two comes out. However, I might be willing to add some extra stories if you leave a comment with and idea and I like it. If I don't feel like doing it, I won't. But if I'm inspired, I'll take a crack at it. That's the best I can do for now.  
See you at the end of season 2!

**Author's Note:**

> I'm back and I'm hitting the ground running. I'm going to work as hard as I can to get these stories done before the show comes back in September. Let's hope the rest of the season gives me good material to work with.  
Next time, due to popular demand, my first spidey story with Carolyn Trainer.  
Thanks for reading.


End file.
